AB150-engrossed,1986,2224
221.04
(1) (k) 1. Directly or indirectly, to acquire, place and operate, or
25participate in the acquisition, placement and operation of, at locations other than its
1main or branch offices, customer bank communications terminals, in accordance
2with rules established by the
commissioner division. The rules of the
commissioner 3division shall provide that any such customer bank communications terminal shall
4be available for use, on a nondiscriminatory basis, by any state or national bank
5which has its principal place of business in this state, by any other bank obtaining
6the consent of a state or national bank which has its principal place of business in
7this state and is using the terminal and by all customers designated by a bank using
8the terminal. This paragraph does not authorize a bank which has its principal place
9of business outside this state to conduct banking business in this state. The customer
10bank communications terminals also shall be available for use, on a
11nondiscriminatory basis, by any credit union, savings and loan association or savings
12bank, whose home office is located in this state, if the credit union, savings and loan
13association or savings bank requests to share its use, subject to rules jointly
14established by the
commissioner division of banking, the
commissioner office of
15credit unions and the
commissioner division of savings and loan. The rules of the
16commissioner division and the joint rules shall each prohibit any advertising with
17regard to a shared terminal which suggests or implies exclusive ownership or control
18of the shared terminal by any financial institution or group of financial institutions
19operating or participating in the operation of the terminal. The
commissioner 20division by order may authorize the installation and operation of a customer bank
21communications terminal in a mobile facility, after notice and hearing upon the
22proposed service stops of the mobile facility.
AB150-engrossed,1987,724
221.04
(1) (k) 3. If any person primarily engaged in the retail sale of goods or
25services owns or operates a customer bank communications terminal on such
1person's premises and allows access to such terminal by any financial institution,
2group of financial institutions, or their customers for any purpose or function nothing
3in this paragraph or in rules established by the
commissioner division shall, or shall
4be construed or interpreted to, require such person to accept any connection to or use
5of the customer bank communications terminal on its premises for any other purpose
6or function or to accept any connection to the terminal on its premises by any other
7financial institution.
AB150-engrossed,1987,169
221.04
(1) (k) 4. If a person primarily engaged in the retail sale of goods or
10services owns or operates a customer bank communications terminal on such
11person's premises and allows access to the terminal by any financial institution,
12group of financial institutions or their customers for any purpose or function, no laws
13governing such institutions or rules established by the
commissioner division shall
14apply to such person other than those laws or rules directly related to the particular
15function performed by the terminal on such person's premises for a financial
16institution.
AB150-engrossed,1988,318
221.04
(1) (n) 1. (intro.) Upon amendment of the articles of incorporation under
19s. 221.12 and obtaining, prior to the date which is 2 years after May 7, 1982, approval
20of the
commissioner division and the banking review board, to relocate the principal
21office of the bank to another place in the municipality in which the principal office
22is located on the date of the amendment, and to continue to operate the former
23principal office, or an office located within 1,500 feet of the boundary of the parcel of
24real estate occupied by the former principal office measured on a straight line
25connecting the 2 nearest points on the respective parcels of real estate, as a branch,
1notwithstanding par. (f), if all the services provided by the principal office are also
2provided by the branch, the branch is operated for at least 5 years after the date of
3relocation and the
commissioner division and the banking review board find that:
AB150-engrossed,1988,95
221.04
(1) (n) 3m. (intro.) A branch office approved under this paragraph may
6not cease operations unless it has operated for at least 5 years and the
commissioner 7division and the banking review board have approved cessation. The
commissioner 8division may approve cessation only after holding a public hearing in the area served
9by the branch or principal office and considering all of the following:
AB150-engrossed,1988,1311
221.04
(1) (n) 4. Any finding by the comptroller of currency which permits a
12national bank to operate a branch at a location which the
commissioner division finds
13does not meet the requirements of subds. 1. to 3. renders this paragraph void.
AB150-engrossed,1988,2015
221.04
(1) (p) To contract with one or more banks to provide banking and
16financially related products or services on its behalf to its customers or to establish
17a joint branch bank of the contracting banks. The contracting banks shall inform the
18commissioner division in writing of any contract entered into under this paragraph.
19The establishment of a joint branch bank is subject to the provisions for the
20establishment of a branch bank in par. (jm).
AB150-engrossed,1989,322
221.04
(1) (pm) To contract with a savings and loan association that is owned
23by a bank holding company which also owns the contracting bank, to provide banking
24and financially related products or services on its behalf to its customers. The
25savings and loan association shall be subject to regulation and examination by the
1commissioner division with regard to services performed under the contract to the
2same extent as if the services were being performed by the bank itself on its own
3premises.
AB150-engrossed,1989,135
221.04
(3e) (a) Subject to review by the
commissioner of banking division under
6par. (b), a bank may, with the approval of its board of directors, purchase and hold
7capital stock of the federal home loan bank for the purpose of becoming a member
8of the federal home loan bank as provided in the federal home loan bank act,
12 USC
91421 to
1449. A bank that becomes a member may exercise borrowing privileges or
10use any other service offered to a member by the federal home loan bank if the
11privileges or service is not in conflict with the laws of this state. Without becoming
12a member, a bank may exercise deposit privileges and use other services offered to
13nonmembers by the federal home loan bank.
AB150-engrossed,1989,2515
221.04
(3e) (b) A bank that intends to become a member of the federal home
16loan bank shall give the
commissioner of banking
division written notice of its
17intention to apply for membership. The
commissioner
division may prohibit a bank
18from becoming a member if the bank's capital and undistributed surplus is less than
19the amount required for that bank or if the
commissioner division finds that the bank
20is in an unsafe or unsound condition. The
commissioner division shall have 30 days
21after the date on which the notice is received to issue a prohibition under this
22paragraph. The
commissioner division may extend the time for issuing a prohibition
23up to 30 additional days if the
commissioner division notifies the bank before the
24initial 30-day period expires that the
commissioner
division is extending the time
25limit.
AB150-engrossed,1990,122
221.04
(4) (a) Any bank may, with the approval of the
commissioner of banking 3division, invest an amount not exceeding in the aggregate 15% of its paid-in capital
4stock and surplus in one or more corporations principally engaged in international
5or foreign banking, or banking in dependencies or insular possessions of the United
6States organized pursuant to ss. 611-631 of Title 12 of the United States Code, and
7any bank may also invest with the approval of the
commissioner of banking division 8an amount not exceeding in the aggregate 10% of its paid-in capital stock and
9surplus in the stock of one or more corporations principally engaged in international
10or foreign financial operations other than banking as well as such financial
11operations in dependencies or insular possessions of the United States organized
12pursuant to said ss. 611-631 of Title 12 of the United States Code.
AB150-engrossed,1990,2014
221.04
(4) (b) Any bank having loans secured by real estate mortgage may with
15the approval of the
commissioner of banking division sell all or any portion of them
16to the federal national mortgage association, or any successor thereof, and in
17connection therewith make payments of any capital contributions, required
18pursuant to law, in the nature of subscriptions for stock of the federal national
19mortgage association or any successor thereof, receive stock evidencing such capital
20contributions and hold or dispose of such stock.
AB150-engrossed,1991,222
221.04
(4h) Stock in bank-owned banks. Any bank holding company, subject
23to the limitations in s. 221.58 (7), or any bank may, with the approval of the
24commissioner division, acquire and hold stock in an aggregate amount not exceeding
2510% of its capital and surplus, in one or more banks chartered under s. 221.57 or in
1one or more bank holding companies wholly owning a bank chartered under s.
2221.57.
AB150-engrossed,1991,84
221.04
(4m) Stock in agricultural credit corporation. Any bank may invest,
5with the approval of the
commissioner of banking
division, in an agricultural credit
6corporation. Unless a bank owns at least 80% of the stock of the agricultural credit
7corporation, the amount which it invests in the corporation shall not exceed 20% of
8the bank's paid-in capital stock and surplus.
AB150-engrossed,1991,2210
221.04
(5) (title)
Information to commissioner division
; stock holdings.
11Every such bank investing in the capital stock of banks or corporations as provided
12herein shall be required to furnish information concerning the condition of such
13banks or corporations to the
commissioner division upon demand. If at any time the
14commissioner division shall ascertain or believe that any regulations prescribed by
15the
commissioner division with reference to such business are not being complied
16with,
said commissioner the division is hereby authorized and empowered to
17institute an investigation of the matter in order to satisfy the
commissioner division 18as to the actual nature of the transactions referred to. Should such investigation
19result in establishing the failure of the corporation in question, or of the bank or
20banks which may be stockholders therein, to comply with the regulations laid down
21by the
said commissioner division, such bank or banks may be required to dispose
22of stock holdings in said corporation upon reasonable notice.
AB150-engrossed,1993,924
221.04
(6) Trust powers. When thereto authorized by the
commissioner 25division, and if and after it shall have in good faith complied with all requirements
1of law and fulfilled all the conditions precedent to the exercise of such powers
2imposed by law upon trust company banks, any state bank may act as trustee,
3executor, administrator, registrar of stocks and bonds, guardian of estates, assignee,
4receiver, committee of estates of
lunatics persons who are mentally ill or
5developmentally disabled, and in any other fiduciary capacity in which trust
6company banks are permitted to act. Any state bank so authorized by the
7commissioner division shall comply with s. 223.02 before exercising such authority
8and shall be thereupon entitled to the same exemption as to making and filing any
9oath or giving any bond or security as is conferred on trust company banks by s.
10223.03 (8). With its application for permission to exercise fiduciary powers under
11this subsection, a state bank shall submit to the
commissioner division a fee of
12$1,000. In passing upon application for permission to exercise such fiduciary powers,
13the
commissioner division may take into consideration the amount of capital and
14surplus of the applying bank, whether or not such capital and surplus is sufficient
15under the circumstances, the needs of the community to be served, and any other
16facts and circumstances that
seem to him may be material, and may grant or refuse
17the application accordingly; provided, that no special authorization shall be issued
18to any such bank having a capital less than the capital from time to time required
19by law of a national bank exercising fiduciary power in the same place. If satisfied
20that such bank has in good faith complied with all the requirements of law and
21fulfilled all the conditions precedent to the exercise of such powers imposed by law,
22the
commissioner division may, within 6 months after the date on which the
23application of such bank was filed, issue
under his or her hand and official seal, in
24triplicate, a special authorization certificate to such bank. Such certificate shall
25state that the bank named therein has complied with the provisions of law applicable
1to banks exercising fiduciary powers, and is authorized to exercise the same. One
2of the triplicate special authorization certificates shall be transmitted by the
3commissioner division to the bank thereby authorized to exercise fiduciary powers;
4another shall be filed
and recorded in the office of the commissioner with the division,
5and the 3rd shall be recorded at the expense of such bank in the office of the register
6of deeds of the county in which such bank is located. In the conduct of its business
7under or in connection with such authorization to exercise fiduciary powers every
8bank so authorized shall comply with and be governed by all the provisions of law
9from time to time applicable to individuals acting in a similar capacity.
AB150-engrossed,1993,1811
221.04
(6m) Trust service offices. Any state bank exercising trust powers
12may, with the approval of the
commissioner of banking
division, establish and
13maintain a trust service office at any office in this state of any other state or national
14bank. Any state bank may, with the approval of the
commissioner division, permit
15any other state or national bank exercising trust powers or any trust company bank
16organized under ch. 223 to establish and maintain a trust service office at any of its
17banking offices. The establishment and operation of such trust service offices shall
18be subject to s. 223.07. This subsection does not authorize branch banking.
AB150-engrossed,1994,920
221.04
(7) Sale of U.S. bonds. Any state bank or trust company bank may, by
21resolution of its board of directors authorizing such action, act whenever designated
22by the secretary of the treasury of the United States or by any other instrumentality
23of the United States, as agent for said secretary of the treasury or other
24instrumentality of the United States in the sale of bonds or other obligations of the
25United States or in such other matters as said secretary of the treasury or other
1instrumentality of the United States may designate. Any of said institutions may
2enter into such contracts, incur such obligations or make such investment or pledge
3of its assets and generally do and perform all such acts and things whatsoever as may
4be necessary or appropriate in order to exercise the powers hereby granted.
5Provided, however, that any state bank or trust company bank may exercise such
6powers only upon express approval previously granted by the
commissioner of
7banking division, and in such manner and to such extent as the
commissioner 8division may approve, and with such limitations upon the exercise of those powers
9as the
commissioner division may impose.
AB150-engrossed,1994,1711
221.041
(5) Any bank may cause to be performed, by contract or otherwise, any
12bank services for itself, whether on or off its premises, provided assurances
13satisfactory to the
commissioner of banking division are furnished to the
14commissioner division by both the bank and the party performing the services that
15the performance thereof will be subject to regulation and examination by the
16commissioner division to the same extent as if such services were being performed
17by the bank itself on its own premises.
AB150-engrossed,1995,319
221.045
(1) Whenever the term "capital" as distinguished from the term
20"capital stock" is used in any law of this state relating to banking, it shall mean and
21include the capital stock and preferred stock of a bank and the outstanding capital
22notes and debentures legally issued and sold by such bank exclusive of Class "B"
23capital notes and debentures as classified by the
commissioner of banking division.
24The "capital" of any such bank may be deemed to be unimpaired when the amount
25of such capital notes and debentures as represented by cash or sound assets or the
1amount of such preferred stock, or both such notes and debentures and such
2preferred stock, equals or exceeds the impairment of the "capital stock" as found by
3the
commissioner division.
AB150-engrossed,1995,95
221.046
(1) Any state bank or trust company bank may by the action of its
6board of directors issue and sell its capital notes or debentures of one or more classes
7in the amount, in the form, with the maturity and conferring the rights and
8privileges upon the holders of them as the board determines, except that no issuance
9or sale may be made unless approved by the
commissioner of banking division.
AB150-engrossed,1995,1511
221.046
(2) Before any such capital notes or debentures are retired or paid by
12the bank, any existing deficiency of its capital, disregarding the notes and
13debentures to be retired, must be paid in cash or in assets acceptable to the
14commissioner of banking division, so that the sound capital assets shall at least equal
15the capital stock of the bank.
AB150-engrossed,1995,18
17221.047 (title)
Banks may issue preferred stock; approval of
18commissioner; restrictions.
AB150-engrossed,1996,720
221.047
(1) Except as provided in sub. (2), any bank organized under the laws
21of this state may by provision in its original articles, or by amendment thereto,
22adopted by a two-thirds vote of the stock having voting power, upon not less than 10
23days' notice given by registered mail pursuant to action taken by the board of
24directors, and subject to the approval of the
commissioner division, issue preferred
25stock of one or more classes, in such amount and with such par value as may be
1approved by
said commissioner the division; provide subject to the approval of the
2commissioner division, for payment of dividends on such preferred stock at a
3specified rate before dividends are paid upon the capital stock; for the cumulation of
4such dividends; for a preference of such preferred stock over the capital stock in the
5distribution of the corporate assets; for the conversion of such preferred stock into
6capital stock; for the redemption of such preferred stock and for denying or
7restricting the voting power of such preferred stock.
AB150-engrossed,1996,129
221.047
(4) No change in relation to such preferred stock shall be made except
10by amendment to the articles adopted by a vote of two-thirds of the preferred stock
11and two-thirds of the capital stock, and subject to the approval of the
commissioner 12division.
AB150-engrossed,1996,17
14221.05 Prohibition to transact business. No bank shall transact any
15business, except such as is incidental or necessarily preliminary to its organization
16until it has been regularly authorized by the
commissioner of banking division to
17commence the business of banking.
AB150-engrossed,1997,2
19221.06 Authority to commence business. (intro.) Whenever, within a
20reasonable time as determined by the
commissioner of banking division from the
21date of the filing of the articles of incorporation, a bank organizing under this chapter
22has complied with all provisions of the law, and has adopted bylaws approved by the
23commissioner of banking division, and has provided itself with suitable banking
24quarters, and has supplied the necessary books, forms, stationery, furniture and
25equipment for the proper and orderly transaction of the business of banking, it shall
1give notice in writing to the
commissioner
division that it is so prepared, and the
2commissioner division shall make or cause to be made an examination.
AB150-engrossed,1997,114
221.06
(1) If such examination satisfies the
commissioner division that such
5bank has complied with all provisions of the law, that the stock subscriptions have
6been fully paid in lawful money, and it appears that such bank is lawfully entitled
7to commence business, the
commissioner division shall forthwith give such bank a
8certificate of authority
under the commissioner's hand and official seal that such
9bank is authorized to commence business. The certificate of authority to commence
10business shall constitute the charter of the bank and shall be given a charter number
11by the
commissioner division.
AB150-engrossed,1997,1813
221.06
(2) If the
commissioner division has reason to believe that the
14stockholders have formed the corporation for any other than the legitimate business
15contemplated by this chapter, or that any of the facts stated in the declaration are
16untrue, or that other reasons exist, which would make the opening of the bank
17injurious to the public interest, the
commissioner
division may, with the advice and
18consent of the attorney general, withhold the certificate herein mentioned.
AB150-engrossed,1998,3
20221.07 Publication of certificate. The bank shall cause the certificate
21issued hereunder to be published as a class 1 notice, under ch. 985, in the city, village
22or town where the bank is located. Such notice shall be published within 15 days of
23the issuing of the certificate. Proof of publication shall be filed with the
commissioner
24of banking division. In the event of any bank failing to comply with the provisions
25of this section the
commissioner division shall cause the notice to be published and
1the bank shall be liable for the expense thereof, and in addition thereto such bank
2shall be subject to a penalty of $100, which amount shall be collected by the
3commissioner division, and when recovered shall be paid into the state treasury.
AB150-engrossed,1998,145
221.08
(3) In the first instance, the directors shall be elected at the meeting
6held before the bank is authorized to commence business by the
commissioner of
7banking division, and afterwards at the annual meeting of the stockholders which
8shall be held at a time established in the bylaws. Beginning with the annual meeting
9held in 1990, the bank shall include with each notice of an annual meeting delivered
10to shareholders copies for the 2 preceding fiscal years of the bank's balance sheets,
11statements of profit and loss and reconcilements of the bank's loan loss reserve. If
12for any reason an election is not had at that meeting, it may be held at a subsequent
13meeting called for that purpose, of which due notice shall be given as provided in the
14bylaws.
AB150-engrossed,1999,216
221.08
(9) The board of directors shall meet at least once each month. At the
17monthly meeting they shall generally investigate the affairs of the bank and
18determine whether the assets are of the value at which they are carried on the books
19of the bank. The directors shall name a loan committee of 3 or more of its members,
20a majority of whom shall be other than active executives, except in 1st or 2nd class
21cities, or except when a majority of the directors are actively engaged in the bank's
22management. The committee shall meet at least once each month and shall
23determine policies as to renewals and applications for new loans. Any director who
24is found to be lax in attendance may be removed by the
commissioner division and
1the vacancy shall be filled within a reasonable time as the
commissioner division 2may direct.
AB150-engrossed,1999,84
221.09
(1) (intro.) After receipt by the board of directors of a bank of each report
5of examination of the bank by the
office of the commissioner division, the board or
6an examining committee appointed under sub. (2), unless the
commissioner division 7requires response by the board as provided in s. 220.05 (5), shall do all of the
8following:
AB150-engrossed,1999,1310
221.09
(5) The board of directors shall transmit the report prepared under sub.
11(1) (b) and the acknowledgments prepared under sub. (3) to the
office of the
12commissioner division within 45 days after receipt by the board of each report of
13examination under sub. (1) (intro.).
AB150-engrossed,2000,13
15221.12 Articles may be amended. A bank may amend its articles of
16incorporation in any manner not inconsistent with law, at any time, by a vote of its
17stockholders representing two-thirds of the capital stock taken at a meeting called
18for that purpose. The bank shall submit the amendment to the
commissioner of
19banking division. The amendment is not effective unless approved by the
20commissioner division. The amendment may provide for a change of location of the
21bank. The amendment may provide for a change of the location of a parent bank to
22the location of a branch of the parent bank and a change of the location of a branch
23of the parent bank to the location of the parent bank if the change is first approved
24by the
commissioner division upon application. The amendment, certified by the
25president or cashier, and setting forth the volume and page of recording in the office
1of the register of deeds of the original articles of incorporation, shall be recorded as
2required for articles of incorporation. No increase of the capital shall be valid until
3the amount of the increase has been subscribed and actually paid in. The entire
4surplus fund of a bank, or as much as may be required, may be declared and paid out
5as a stock dividend to apply on, and be converted into, an increase of capital. No
6reduction of capital shall be made to a less amount than is required under this
7chapter for capital, nor be valid or warrant the cancellation of stock certificates or
8diminish the personal liability of stockholders, until the reduction has been approved
9by the
commissioner division. No reduction may be effected in any other way than
10by a proportional reduction of all outstanding shares unless approved by the
11commissioner division. The approval may be given only when the
commissioner 12division is satisfied that the reduction of the capital is in the best interests of the
13depositors.
AB150-engrossed,2000,2315
221.14
(1) Real estate necessary for the convenient transaction of its business,
16including with its banking offices other facilities to rent as source of income. No bank
17may invest in a banking office, including facilities connected with the office, together
18with furniture, equipment and fixtures, or become liable for it in a sum exceeding
1960% of its capital and surplus; but in lieu of this it may invest, with the approval of
20the
commissioner of banking division, an amount not to exceed 40% of its capital and
21surplus in the stocks, bonds or obligations of a bank building corporation. Any bank
22not owning its banking offices may not invest in furniture, equipment and fixtures
23a sum exceeding 20% of its capital and surplus.
AB150-engrossed,2001,8
1221.14
(4s) Real estate used as an attended or unattended remote facility for
2paying and receiving only. Remote facilities may be established only with specific
3approval by the
commissioner division. The authority under this subsection is in
4addition to the authority to establish facilities that are attached to or a part of a bank
5or a branch bank. After July 31, 1989, and before February 1, 1990, a bank may
6inform the
commissioner division in writing that it is converting a remote facility
7existing on August 1, 1989, into a branch bank, specifying the effective date of the
8conversion. An application fee is not required for a conversion under this subsection.
AB150-engrossed,2001,1310
221.14
(5) Real estate purchased and held, subject to the approval of the
11commissioner of banking division, for the purpose of providing needed housing
12accommodations for its essential employes who are relocated by the bank, including
13purchasing the former residence of the relocated, essential employe.
AB150-engrossed,2001,2115
221.14
(6) No real estate acquired under sub. (2), (3) or (5) may be held for a
16longer time than 5 years, unless an extension is granted by the
commissioner 17division. If the extension is not granted, it must be sold at a private or public sale
18within one year thereafter. Nothing in this section may be construed to prevent a
19bank from lending moneys upon real estate security as provided by law. Real estate
20shall be conveyed under the corporate seal of the bank, and the hand of the president
21or vice president and cashier or assistant cashier.
AB150-engrossed,2002,223
221.15
(1) Every bank shall make to the
commissioner of banking division not
24less than 2 reports during each calendar year, at such times as the
said commissioner 25division shall require the same, according to the forms which the
commissioner
1division shall prescribe and furnish. Such forms shall conform as nearly as
2practicable to that now required of national banks, including the schedules.
AB150-engrossed,2002,84
221.15
(3) Such report shall exhibit in detail and under proper heads, the
5resources and liabilities of the bank at the close of the business of any past day
6specified by the
commissioner division, and shall be transmitted to the
commissioner 7division within 30 days after the receipt of request therefor from the
commissioner 8division.
AB150-engrossed,2002,1310
221.15
(4) The most recent report filed under sub. (1) as of the last business day
11of the 4th calendar quarter shall be published by the bank as a class 1 notice, under
12ch. 985, where the bank is located, in the condensed form as the
commissioner 13division prescribes. Each bank shall maintain proof of publication of the report.
AB150-engrossed,2002,1815
221.15
(6) When requested by the
commissioner division, any bank shall report
16to the
commissioner on call by the commissioner,
division a list of its stockholders,
17their residences, and the amount of stock held by each, which report shall be signed
18and verified by the oath or affirmation of one of the officers of said bank.
AB150-engrossed,2002,2320
221.15
(7) The
commissioner division shall also have the power to call for
21special reports from any bank whenever in the
commissioner's division's judgment
22the same is necessary to inform the
commissioner
division fully of the condition of
23such bank.
AB150-engrossed,2003,8
1221.16 One hundred dollars per day forfeiture. Every bank failing to
2make and transmit to the
commissioner of banking
division any of the reports or
3proofs of publication as required by this chapter shall be subject, at the discretion of
4the
commissioner division, to a forfeiture of $100 for each day after the time required
5for making such reports. Whenever any bank fails or refuses to pay the forfeiture
6herein imposed for a failure to make and transmit such report, the
commissioner 7division is hereby authorized to institute proceedings for the recovery of such
8forfeiture.